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特殊资料


Saber and Emblem Corp. Announce Financings of Aggregate $23,500,000 at Newwest Summit in San Francisco
V.EMC | October 14, 2016

VANCOUVER, BC--(Marketwired - October 14, 2016) - Saber Capital Corp. (TSX VENTURE: SAB.H) ("Saber" or the "Company") and Emblem Corp. ("Emblem") are pleased to announce, further to news releases of May 5, 2016 and August 29, 2016, the details of the proposed debt and equity financings (the "Financings") to raise a minimum of $23,500,000 in connection through Saber's qualifying transaction with Emblem (the "Qualifying Transaction"). The Financings consist of the following:

   A non-brokered private placement of subscription receipts (the "Non-Brokered Subscription Receipts") for gross proceeds of a minimum of $8,000,000. Each Non-Brokered Subscription Receipt will be sold at a price of $1.15 per Non-Brokered Subscription Receipt (the "Offering Price") and will be exchanged for a unit of the Company (a "Unit"). Each Unit will consist of one common share of the Company (a "Common Share") and one-half of one common share purchase warrant of the Company (each whole warrant being a "Warrant"). Each Warrant is exercisable into one Common Share (the "Warrant Shares") at the exercise price of $1.75 per share for a period of 3 years from the closing date of the Qualifying Transaction (the "Closing Date"). It is intended that the Warrants will be transferable and will be subject to acceleration in the event that the volume weighted average price of the Common Shares is equal to or greater than $3.00 over a period of ten consecutive days. The Warrant Shares will be subject to a twelve-month contractual escrow period from the Closing Date (the "Non-Brokered Placement"). Subject to certain approvals, the Company intends to obtain a listing for trading of the Warrants on the Exchange;

    A brokered private placement of subscription receipts (the "Brokered Subscription Receipts") for gross proceeds of a minimum of $8,000,000. Each Brokered Subscription Receipt will be sold at a price of $1.15 per Brokered Subscription Receipt and will be exchanged for a unit of the Company (a "Brokered Unit"). The Broker Units will have the same terms as the Units (the "Brokered Placement"). The Company will pay a commission of 8.0% of the gross proceeds of the Brokered Placement on the closing of the offering to the Agent (as defined below). The Agent will receive units (the "Commission Units") of the Company at a deemed price equal to the Offering Price. The Commission Units will have the same terms as the Broker Units;

    A brokered offering of units for gross proceeds of up to $2,000,000 by way of a TSX Venture Exchange ("TSX-V") Short Form Offering Document (the "SFOD"). The terms of the SFOD will be determined in the context of the market and will be announced in due course; and

    A brokered offering of 2 year secured notes of Emblem for aggregate gross proceeds of $5,500,000 at a price of $1,000 per note (the "Secured Notes"). The Secured Notes will carry an interest rate of 8.00% per annum payable semi-annually on April 30 and October 31 each year commencing April 30, 2017 and will mature on October 31, 2018. Emblem will issue 1,571,429 Warrants to the purchasers of the Secured Notes which will have the same terms as the Warrants. It is intended that the warrants will be transferable and will be subject to acceleration in the event that the underlying common shares trade at a price of $3.00 or more for 10 consecutive days. The underlying common shares will have a 12 month hold from closing date of the Qualifying Transaction. The Secured Notes will not be subject to early redemption until October 31, 2017 at the earliest.

In connection with the Brokered Placement, the SFOD, and the offering of Secured Notes, the Company and Emblem have engaged PI Financial Corp. (the "Agent") to act as lead agent.

All securities issued in connection with the Brokered Placement, the Non-Brokered Placement and the Secured Notes will be subject to statutory hold periods of four months plus a day plus the additional hold periods described above. Securities issued in connection with the SFOD will not be subject to any resale restrictions other than those relating to the Warrants as described above.

The Company will also make the Non Brokered Placement available to certain subscribers pursuant to BC Instrument 45-536 - Exemption from prospectus requirement for certain distributions through an investment dealer (the "Investment Dealer Exemption"). In accordance with the requirements of the Investment Dealer Exemption, the Company confirms that there is no material fact or material change about the Company that has not been generally disclosed.

All of the proceeds from the Financings will be released to the Company at closing of the Qualifying Transaction which is anticipated to occur in November 2016. The net proceeds from the Financings will be used as working capital and to execute Emblem's Phase 3, 9,500kg facility expansion.

Emblem Update:

Emblem has achieved a number of important business milestones during Q3, and continuing into Q4, including:

    Receipt of our distribution license from Health Canada allowing Emblem to sell cannabis products to the public;
    Developing a number of premium strains of cannabis that will allow Emblem to offer a wide range of high quality choices to patients as Emblem ramps up its production capacity;
    Establishing a development plan for Emblem's entire campus in Paris, Ontario based upon pre-engineered buildings and pre-fabricated growing rooms (in clean room format) that will allow very rapid expansion of production capacity to meet increasing demand from both the medical market and the anticipated recreational market; and
    Launching Emblem's first major expansion of its production facility to over 9,500kgs for phase 3, bringing its total production capacity to 11,600kg. In addition to Phase 3, Emblem has plans for phase 4 which will bring its total production capacity to over 21,100kgs.

About PI Financial Corp.

PI Financial is a full service investment firm providing services to over 50,000 individual, corporate and institutional investors. We are a leading Canadian investment bank for small to mid-cap companies with expertise in the resource, energy, technology, industrial products, transportation, and consumer sectors. PI's Capital Markets Group covers over 400 institutional accounts throughout North America and Europe and includes 30 experienced professionals in research, investment banking, sales and trading offices in Vancouver, Toronto and Calgary.

About Emblem

Emblem is licensed under the Marihuana for Medical Purposes Regulations (the "MMPR") to cultivate and sell medical marihuana. Emblem carries out its principal activities producing marijuana from its facilities in Paris, Ontario pursuant to the provisions of the MMPR and the Controlled Drugs and Substances Act (Canada) and its regulations.

About Saber

Saber was incorporated under the Business Corporations Act (British Columbia) and is a Capital Pool Company listed on the NEX board of the TSX-V. Saber has no commercial operations and has no assets other than cash.

Danny Brody, Corporate Development Emblem Corp., is attending the Newwest Summit and can be reached at: dannybrody@emblemcorp.com.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed financings and has neither approved nor disapproved the contents of this press release.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This news release contains forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectation. Important factors -- including the availability of funds, the results of financing efforts and the parties' due diligence reviews, and general market conditions -- that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time to time on SEDAR (see www.sedar.com). Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

For further information, please contact:

David Doherty
President, Chief Executive Officer and a Director
Saber Capital Corp.
604-628-6558
dave@sabercapital.ca

Rob Anderson
Sole Book Runner
Emblem Holdings Limited
robanderson@emblemcorp.com

SABER CAPITAL CORP.
67 East 5th Avenue
Vancouver, British Columbia, V5T 1G7
Telephone: (604) 315-1237
Fax: (604) 273-1497

Read more at http://www.stockhouse.com/news/press-releases/2016/10/14/saber-and-emblem-corp-announce-financings-of-aggregate-23-500-000-at-newwest#bPVwjHYWlERYIhfA.99
级别: 创始人
1楼  发表于: 12-11  

Emblem Corp wt 06Dec2019
Exchange: TSXV Exchange | Dec 10, 2017, 4:04 PM EST
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级别: 创始人
2楼  发表于: 12-11  
Emblem Corp. Announces Upsize of its Previously Announced Bought Deal Financing to $13.9 Million
V.EMC | January 6, 2017

TORONTO, ONTARIO--(Marketwired - Jan. 6, 2017) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Emblem Corp. (the "Company") (TSX VENTURE:EMC) announces that is has entered into a revised engagement letter with PI Financial Corp., on behalf of a syndicate of underwriters including Canaccord Genuity Corp. and GMP Securities L.P. (collectively, the "Underwriters") to increase the size of its previously announced underwritten private placement to an offering of 3,832,794 special warrants of the Company (the "Special Warrants") at a price of $3.63 for gross proceeds to the Company of $13,913,043 (the "Upsized Offering"). The Company has also granted the Underwriters an option to purchase up to an additional 15% of the base offering of Special Warrants, which option is exercisable by giving notice to the Company not less than 48-hours prior to the closing of the Offering. If the Underwriters option is exercised in full, the gross proceeds to the Company will be $16,000,000. Closing of the Offering is expected to occur on January 26, 2017.

As previously announced, each Special Warrant not previously exercised will be automatically exercised, without payment of additional consideration, on the earlier of: (i) the Qualification Deadline (as defined below); and (ii) the third business day after the Prospectus Qualification (as defined below). The holders of Special Warrants will receive, upon such deemed exercise and for no additional consideration, one unit of the Company (the "Units") for each Special Warrant held. Each Unit will be comprised of one common share of the Company (the "Common Shares") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to purchase one Common Share at an exercise price of $4.75 for a period of 36 months from the date of closing of the Offering. The Warrants are subject to an accelerated expiry date upon notice from the Company if the volume weighted average trading price of the Common Shares is equal to or greater than $7.00 over a period of ten consecutive trading days.

The Company has agreed to use its best efforts to obtain a receipt for a final short form prospectus qualifying the distribution of the Units upon exercise of the Special Warrants (the "Prospectus Qualification") on or before the date that is 45 days following closing of the Offering (the "Qualification Deadline"). If the Prospectus Qualification does not occur before the Qualification Deadline, each holder shall be entitled to receive, without payment of additional consideration, 1.05 Units per Special Warrant. Unless the Prospectus Qualification occurs, securities issued in connection with the Offering will be subject to a 4-month hold period from the date of issue.

The Company intends to use the net proceeds of the Upsized Offering (including any proceeds received as a result of the exercise of the Underwriters' option) to fund the planned expansion of its facility in Paris, Ontario and for general corporate purposes.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Emblem

Emblem is licensed under the Access to Cannabis for Medical Purposes Regulations (the "ACMPR") to cultivate and sell medical marihuana. Emblem carries out its principal activities producing marihuana from its facilities in Paris, Ontario pursuant to the provisions of the ACMPR and the Controlled Drugs and Substances Act (Canada) and its regulations.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This news release contains forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectation. Emblem cautions that all forward looking statements are inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond Emblem's control. Such factors include those described in the Company's Filing Statement dated November 30, 2016 filed with the Canadian Securities Administrators and available on www.sedar.com. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward looking information. Except as required under applicable securities legislation, Emblem undertakes no obligation to publicly update or revise forward-looking information.

Danny Brody
Director, Investor Relations
(647) 255-8106
dannybrody@emblemcorp.com

Read more at http://www.stockhouse.com/news/press-releases/2017/01/06/emblem-corp-announces-upsize-of-its-previously-announced-bought-deal-financing#ELUoXCuGoPwmVoLE.99
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级别: 创始人
3楼  发表于: 12-11  
Emblem Announces Increase in Bought Deal Offering to $12 Million
V.EMC | October 17, 2017
Emblem Announces Increase in Bought Deal Offering to $12 Million

TORONTO, ONTARIO--(Marketwired - Oct. 17, 2017) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Emblem Corp. (TSX VENTURE:EMC)(TSX VENTURE:EMC.WT) ("Emblem" or the "Company") is pleased to announce that it has entered into an amended letter of engagement with Eight Capital, under which Eight Capital has now agreed to purchase 6,857,160 units of the Company (the "Units"), on a "bought deal" basis, subject to all required regulatory approvals, at a price per Unit of $1.75 (the "Offering Price") for total proceeds of $12,000,030 (the "Offering"). Each Unit shall consist of one common share of the Company (a "Share") and one common share purchase warrant (a "Warrant"). Each Warrant shall entitle the holder thereof to acquire one Share at a price of $2.15 for a period of 36 months following the Closing Date.

The Company has also agreed to grant Eight Capital an increased over-allotment option entitling Eight Capital to purchase up to an additional 15% of the Units at the Offering Price, exercisable in whole or in part, at any time on or prior to the date that is 30 days following the closing of the Offering.

The closing date of the Offering is scheduled to be on or about November 7, 2017 and is subject to certain customary conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities.

Notwithstanding the Company's press release dated October 16, 2017 (the "October 16 Press Release"), the convertible debentures being issued in connection with the Offering will not be redeemable by the Company at any time, except in connection with a change of control transaction, as described in the October 16 Press Release.

All other terms of the Offering are as described in the October 16 Press Release.

About Emblem

Emblem is licensed under the Access to Cannabis for Medical Purposes Regulations (the "ACMPR") to cultivate and sell medical cannabis. Emblem carries out its principal activities producing cannabis from its facilities in Paris, Ontario pursuant to the provisions of the ACMPR and the Controlled Drugs and Substances Act (Canada) and its regulations.

Forward-looking statements

This news release may contain "forward-looking information" and "forward-looking statements" within the meaning of applicable Canadian securities legislation. All information contained herein that is not clearly historical in nature may constitute forward-looking information. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive risks, uncertainties and contingencies that may cause actual financial results, performance or achievements to be materially different from the estimated future results, performance or achievements expressed or implied by those forward-looking statements and the forward-looking statements are not guarantees of future performance. Except as required by law, the Company disclaims any obligation to update or revise any forward-looking statements. Readers are cautioned not to put undue reliance on these forward-looking statements. This news release contains information obtained by the Company from third parties and believes such information to be accurate but has not independently verified such information.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Emblem Corp.
Ali Mahdavi
(416) 962-3300
alimahdavi@emblemcorp.com

image: http://at.marketwire.com/accesstracking/AccessTrackingLogServlet?docid=1103563001&sourceType=1

Read more at http://www.stockhouse.com/news/press-releases/2017/10/17/emblem-announces-increase-in-bought-deal-offering-to-12-million#VkhhDsr2ISPiLbze.99
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